Reclaiming Our Historic Authority: How 'We The People' once defined and controlled corporations...

Submitted by Paul on Wed, 01/06/2010 - 01:31

(Published in a slightly different form in Access magazine in 1999)

Until the end of the 19th century, US citizens held comprehensive authority over corporations which were considered, by law and culture, subordinate legal entities with no inherent rights of their own. Here's a list of some of the prohibitions which were commonly found in most states' laws governing corporations:

• Corporations were required to have a clear purpose, to be fulfilled but not exceeded.

• The state legislature could revoke a corporation's charter for a particular reason, or for no reason at all.

• Corporate boards of directors and stockholders were held fully liable for all corporate harms and debts.

• Major corporate policy decisions had to be affirmed by unanimous shareholder vote, and the power of large shareholders was limited by scaled voting, so that large and small investors had more equal voting rights.

• Shareholders had the right to remove directors at will.

• To ensure local control and input, all of a corporation's stockholders were required to be from the state where it did its business.

• Corporate charters were granted for a specific period of time, like 10, 20 or 30 years, and the corporation ceased to exist after that time unless its charter was renewed. (Now they are granted "in perpetuity".)

• Corporations were subject to a debt limit established by the state legislature.

• Corporations were prohibited from owning other corporations in order to prevent them from extending their power inappropriately.

• Corporations' real estate holdings were limited to what was necessary to carry out their specific purpose(s).

• Corporations were prohibited from making any political contributions, direct or indirect (still a felony in Wisconsin until 1953).

• Corporations were prohibited from making charitable or civic donations outside of their specific purposes.

• State legislatures set the rates that corporations could charge for their products or services.

• All corporation records and documents were open to the public (or the legislature or the state attorney general).

And we wouldn't have to stop there! We could add new provisions like...

• Corporations shall use only earth-friendly materials, including a total ban on the use of toxic chemicals.

• Corporations must produce no garbage which is not fully recycleable or biodegradable.

• The maximum ratio between compensation of the highest paid executive and the lowest paid worker shall not exceed 5:1.

• Corporations shall not do business under pseudonyms or alternative names.

• All stockholders have one vote each regardless of share ownership.

• A 2/3 statewide referendum vote is required to renew a corporate charter.

• Corporations must pay all social and environmental costs associated with their operations.

• Corporations are prohibited from hiring replacement workers during strikes.

• Corporations are prohibited from lobbying any municipal, county, state or federal government body.

• The people's fundamental constitutional rights (free speech, assembly, etc) shall be fully maintained when they are at work on corporate property.

• Corporations shall not be permitted to take tax deductions for legal fees, advertising and fines.

• Production, investment and distribution decisions are to be made by citizens and implemented by corporations - not the other way around.